Eva Migliore, by her friend Joseph Migliore v. Vision Solar LLC

PRECEDENTIAL
UNITED STATES COURT OF APPEALS
FOR THE THIRD CIRCUIT
No. 24-1679
EVA MIGLIORE, by her friend Joseph Migliore,
Appellant
v.
VISION SOLAR LLC; VISION SOLAR NJ LLC; JON
SEIBERT; SUNLIGHT FINANCIAL LLC; CROSS RIVER
BANK
Appeal from the United States District Court
for the District of New Jersey
(District Court No. 1:23-cv-02623)
District Judge: Honorable Christine P. O’Hearn
Argued on September 16, 2025
Before: BIBAS, MONTGOMERY-REEVES, and AMBRO,
Circuit Judges
(Opinion filed: November 21, 2025)

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Cary L. Flitter
Flitter Milz
450 N Narberth Avenue
Suite 101
Narberth, PA 19072
Jody T. Lopez-Jacobs
Andrew M. Milz (Argued)
Flitter Milz
1814 E Route 70
Suite 350
Cherry Hill, NJ 08003
Counsel for Appellant
Kathryn M. Barber (Argued)
McGuireWoods
800 E Canal Street
Gateway Plaza
Richmond, VA 23219
Hannah K. Caison
McGuireWoods
201 N Tryon Street
Suite 3000
Charlotte, NC 28202

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Jonathan Y. Ellis
McGuireWoods
501 Fayetteville Street
Suite 500
Raleigh, NC 27601
Counsel for Appellees Sunlight Financial,
LLC; Cross River Bank
OPINION OF THE COURT
AMBRO, Circuit Judge
A door-to-door salesman offered senior citizen Eva
Migliore “free” rooftop solar panels for her home in New
Jersey. They weren’t free. Soon, her son discovered she owed
nearly $100,000 to lenders who claimed she took out a loan to
finance the panels. Migliore sued the salesman’s company, its
CEO, and the lenders for defrauding her. The District Court
dismissed her claims against the lenders, primarily because she
failed plausibly to allege the salesman was acting on their
behalf. As sympathetic as this case is, we must affirm.
I. BACKGROUND
These are the facts as Migliore alleges them. Sunlight
Financial LLC and Cross River Bank (the “lenders”) finance
home solar energy systems. Sunlight operates a financial
services platform that enables homeowners to finance home
improvements with loans originated by third-party lenders like
Cross River. Sunlight and Cross River work with Vision Solar,
which markets home solar systems, pitches customers on the

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lenders’ financing options, and then designs, makes, installs,
and services the panels. Vision Solar comprises two entities:
Vision Solar, LLC and Vision Solar NJ, LLC (collectively
“Vision Solar,” unless otherwise indicated). Jon Seibert is the
CEO of each. The relationship between the lenders and Vision
Solar is governed by a contract called the Financing Program
Agreement (“FPA”).
In October 2022, a Vision Solar sales representative
came to Migliore’s door and offered her free solar panels. She
hesitated. But when the salesman pressed her, Migliore
accepted the offer. The salesman never mentioned, showed, or
asked her to sign any paperwork. During or shortly after the
visit, the lenders obtained her consumer credit reports.
A few months later, Vision Solar installed the panels and
called Migliore to turn them on. It was then her son, Joseph,
learned about the panels and demanded to see documentation.
Vision Solar informed him it had sent the documents to the
wrong email address because of a “clerical error.” Instead of
sending them to her email address, which includes her last
name, “Migliore,” it had emailed them to a slightly different
one, misspelling her last name as “Migilore.” Once Vision
Solar sent Migliore and her son the documents, they learned
the terms for the first time.
What they read stunned them: a sales agreement
purporting to obligate Migliore to pay Vision Solar for the
panels; a document styled as a “Power of Attorney,” purporting
to authorize Vision Solar to apply for credit on her behalf; and
a 25-year loan agreement, listing Sunlight Financial as the
“Envelope Originator,” purporting to obligate Migliore to pay
Cross River Bank $99,749.82 for financing the purchase. All
were digitally signed and initialed in her name, even though

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she had never seen any of them before. Migliore and her son
soon realized what had happened: the salesman made a fake
email address, sent the documents there, and forged her
signature.1
Making matters worse, the solar panels were no use to
Migliore. Her house is shaded by trees. And her roof failed
inspection.
Understandably, Migliore had no interest in paying
nearly $100,000 for solar panels she did not buy and could not
use, so she tried to cancel. Less understandably, the companies
refused.
Migliore turned to litigation. In May 2023, she sued the
Vision Solar entities, Seibert, Sunlight, and Cross River in the
U.S. District Court for the District of New Jersey for violating
federal and New Jersey law. As relevant here, she sued
Sunlight and Cross River for violating the New Jersey
Consumer Fraud Act (“Consumer Fraud Act”), N.J. S TAT .
A NN. § 56:8-1 et seq., directly and through Vision Solar’s
salesman, and for violating directly a provision of the Fair
Credit Reporting Act (“Credit Reporting Act”), 15 U.S.C. §
1681b(f).
Seibert and the Vision Solar entities moved to dismiss
the complaint. Sunlight and Cross River did the same. Then
Vision Solar, LLC filed for bankruptcy, so the District Court
terminated it from the action. In March 2024, the Court granted
Sunlight and Cross River’s motion to dismiss without
1 Migliore’s experience seems to reflect a pattern of
misconduct by Vision Solar. See App. 97–98 (describing the
Connecticut Attorney General’s allegations that Vision Solar
regularly commits similar abuses).

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prejudice. It also granted Vision Solar’s motion to dismiss, but
only in part, allowing some of the claims against Seibert and
Vision Solar NJ, LLC to proceed. Migliore then voluntarily
dismissed her surviving claims against Seibert and Vision Solar
NJ, LLC. She appeals the dismissal of her claims against the
lenders.
II. JURISDICTION AND STANDARD OF REVIEW
The District Court had federal question jurisdiction over
the Credit Reporting Act claim, 28 U.S.C. § 1331; 15 U.S.C. §
1681p, and supplemental jurisdiction over the related state-law
claims, 28 U.S.C. § 1367.
We have jurisdiction over this appeal under 28 U.S.C. §
1291. It confers “jurisdiction of appeals from all final decisions
of the district courts of the United States.” 28 U.S.C. § 1291.
“[A] dismissal without prejudice and with leave to amend isn’t
a final order.” Weber v. McGrogan, 939 F.3d 232, 237 (3d Cir.
2019). However, “a clear and unequivocal intent to decline
amendment and immediately appeal that leaves no doubt or
ambiguity can allow us to exercise jurisdiction.” Id. at 240.
Under the “stand on the complaint” doctrine, “the mere intent
to forego further amendment [can] satisfy finality” without the
need to “seek[] and receiv[e] a final order” from a district court.
Id. at 238.
That is what we have here. The District Court dismissed
Migliore’s claims against Sunlight Financial and Cross River
Bank without prejudice. Then Migliore filed a “Notice of Intent
to Stand on [the] Second Amended Complaint,” declining the
opportunity to amend. App. 165. The District Court dismissed
the claims against Vision Solar NJ, LLC and Seibert following
Migliore’s voluntary dismissal. And Migliore notified us that
she formally abandons her claims against the bankrupt Vision

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Solar, LLC. “That representation suffices to convert the
District Court’s ruling into a final decision appealable under §
1291.” Dzielak v. Whirlpool Corp., 83 F.4th 244, 259 (3d Cir.
2023). Because its order now counts as final, we have
jurisdiction.
With that jurisdiction, we review de novo the grant of a
Rule 12(b)(6) motion to dismiss. Falcone v. Dickstein, 92 F.4th
193, 202 (3d Cir. 2024). Like the District Court, we ask
whether the complaint states a claim for relief, taking all
factual allegations as true, disregarding legal conclusions, and
drawing all reasonable inferences in the plaintiff’s favor.
Ashcroft v. Iqbal, 556 U.S. 662, 678 (2009); Morrow v. Balaski,
719 F.3d 160, 165 (3d Cir. 2013) (en banc).
III. DISCUSSION
Migliore claims Sunlight Financial and Cross River
Bank violated the state Consumer Fraud Act, N.J. S TAT . A NN.
§ 56:8-1 et seq., and the federal Credit Reporting Act, 15
U.S.C. § 1681b(f). Her primary theory is that Vision Solar’s
salesman acted as the lenders’ agent, defrauding her on their
behalf. Accordingly, we first consider vicarious liability, then
consider direct liability.
A. Migliore failed to plead that Sunlight Financial and
Cross River Bank are vicariously liable under the New
Jersey Consumer Fraud Act for the actions of Vision
Solar’s sales representative.
New Jersey’s Consumer Fraud Act was “designed to
combat sharp practices and dealings that victimized consumers
by luring them into purchases through fraudulent or deceptive
means.” Cox v. Sears Roebuck & Co., 647 A.2d 454, 461 (N.J.
1994) (quotation omitted). To state a claim under it, a plaintiff

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must plausibly allege “1) unlawful conduct by defendant; 2) an
ascertainable loss by plaintiff; and 3) a causal relationship
between the unlawful conduct and the ascertainable loss.”
Bosland v. Warnock Dodge, Inc., 964 A.2d 741, 749 (N.J.
2009).
Migliore claims the lenders are vicariously liable for
Vision Solar’s sales representative’s violations of the statute.
Generally, we are liable only for our own actions. Sometimes,
however, a principal is liable for its agent’s conduct. Am. Tel.
& Tel. Co. v. Winback & Conserve Program, Inc., 42 F.3d
1421, 1437 (3d Cir. 1994). Vicarious (acting for another)
liability mitigates “the injustice in allowing a principal to place
agents in the marketplace, to allow the agents to complete
contracts on the principal’s behalf, to profit from the agents’
misrepresentations, and then to disclaim liability for the
agents’ actions while benefitting from the fraud.” Id. at 1438.
Before we turn to the merits, we clarify the pleading
standard. Migliore argues agency allegations need not satisfy
the ordinary standard for surviving a Rule 12(b)(6) motion to
dismiss. She relies on our nonprecedential opinion in Jurimex
Kommerz Transit G.M.B.H. v. Case Corporation, which said
“discovery is necessary when an agency relationship is alleged,
thereby implicitly allowing allegations of agency to survive a
facial attack.” 65 F. App’x 803, 808 (3d Cir. 2003).
Her reliance on Jurimex is misplaced. The case
predicated this proposition on the generous pleading standard
of its day—the standard of Conley v. Gibson, 355 U.S. 41
(1957)—under which “a complaint may be dismissed ‘only if
it is certain that no relief could be granted under any set of facts
which could be proven.’” Id. (quoting Rossman v. Fleet Bank
(RI) Nat’l Assoc., 280 F.3d 384, 387 (3d Cir. 2002)). The
Supreme Court has overruled this standard. See Bell Atl. Corp.

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v. Twombly, 550 U.S. 544, 560–63 (2007) (concluding the “no
set of facts” standard is “best forgotten”); Iqbal, 556 U.S. at
670 (“Twombly retired the Conley no-set-of-facts test[.]”);
Phillips v. Cnty. of Allegheny, 515 F.3d 224, 230–32 (3d Cir.
2008) (holding Twombly “disavowed . . . the ‘no set of facts’
language”).
Today, to survive a motion to dismiss, a plaintiff must
allege facts sufficient to make it “plausible” the defendant is
liable. Doe v. Univ. of Scis., 961 F.3d 203, 208 (3d Cir. 2020).
So to claim a defendant is vicariously liable, a plaintiff must
allege facts sufficient to make it plausible the primary
wrongdoer was the defendant’s agent. See Phillips, 515 F.3d at
234 (holding complaint must contain “enough factual matter
(taken as true) to suggest the required element[s]” of each
claim) (quotation omitted); Covington v. Int’l Ass’n of
Approved Basketball Offs., 710 F.3d 114, 117–18 (3d Cir.
2013) (subjecting vicarious liability claims to Twombly and
Iqbal standard). There is no agency exception to the plausible-
pleading requirement.
We turn, then, to agency. “An agency relationship is
created when one party consents to have another act on its
behalf, with the principal controlling and directing the acts of
the agent.” Covington, 710 F.3d at 120 (quoting Winback, 42
F.3d at 1434). Agents are fiduciaries for their principals. See
Winback, 42 F.3d at 1439 (quoting Restatement (Second) of
Agency § 14N, cmt. b); Kaye v. Rosefielde, 121 A.3d 862, 869
(N.J. 2015).
Under New Jersey law, there are two types of agents:
employees and some independent contractors. Winback, 42
F.3d at 1434–35. Employees are agents subject to their
employer’s control over the time, manner, and method of work.
Id. at 1435. Independent contractors are agents only when

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subject to their principal’s “general control and direction,”
particularly as to the results of the work. Id. Independent
contractors who are not subject to their principal’s control are
not agents. Id.
In Winback, we identified several indicia for when a
sales representative is an agent. See id. at 1438–39. First, the
sales representative is empowered “to conduct and conclude”
transactions for the principal. Id. at 1438 & 1439 n.19. Second,
“the representative is empowered to speak as the principal,” id.
at 1439 n.19, or to “hold [himself] out as the principal itself,”
id. at 1438. Third, the principal “exercise[s] control over how
its company is represented to third parties.” Id. at 1439 n.19.
And fourth, “the principal benefits financially from the
contracts.” Id. at 1438. No matter what, only a sales
representative who is a fiduciary for the principal is an agent
of the principal. See id. at 1439.
Migliore has plausibly alleged Vision Solar’s salesman
met two of these criteria. She alleges that he financially
benefitted the lenders by marketing their offerings to new
borrowers. And she claims the lenders exercised some control
over how the sales representative portrayed them. But from
there, she falters.
Migliore has not plausibly alleged the sales
representative could “conduct and conclude” sales for the
lenders or “bind the[m] in contracts.” See Winback, 42 F.3d at
1438, 1439 n.19. Nowhere does she allege the salesman could
approve a loan application, issue a loan, or make any binding
agreement on their behalf. In fact, the FPA provides that
Sunlight and originators like Cross River set the borrowing
criteria, accept applications directly through their online
platform, decide whether to approve applicants for credit,
communicate those decisions, and convey the documentation

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to the applicants for execution. Her conclusory allegations that
the sales representative had the power to transact for the
lenders, see, e.g., App. 86, cannot surmount the FPA’s direct
specifications to the contrary. See Vorchheimer v.
Philadelphian Owners Ass’n, 903 F.3d 100, 111–12 (3d Cir.
2018).
Migliore has not plausibly alleged Sunlight and Cross
River authorized Vision Solar’s sales representative to hold
himself out as acting for the lenders. See Winback, 42 F.3d at
1438, 1439 n.19, 1440 n.20. The FPA mandates Vision Solar,
LLC market the panels to potential customers under its own
name, not Sunlight’s. It directs Vision Solar to use Sunlight’s
name where, but only where, required by law or necessary to
prevent applicants from confusion about who originates or
owns the loans. And the FPA restricts Vision Solar’s use of
Sunlight’s and its lenders’ trademarks.
Nor has Migliore plausibly alleged Vision Solar’s sales
representative was a fiduciary for Sunlight Financial or Cross
River Bank. “A fiduciary relationship arises between two
persons when one person is under a duty to act for or give
advice for the benefit of another on matters within the scope of
their relationship.” F.G. v. MacDonell, 696 A.2d 697, 704 (N.J.
1997) (citing Restatement (Second) of Torts § 874 cmt. a
(1979)). “When a company agrees to render a service or sell a
product, a contract normally will define the scope of the
parties’ specific obligations.” Saltiel v. GSI Consultants, Inc.,
788 A.2d 268, 280 (N.J. 2002). Accordingly, “fiduciary duties
are not imposed in ordinary commercial business transactions”
governed by contracts. Alexander v. CIGNA Corp., 991 F.
Supp. 427, 438 (D.N.J. 1998), aff’d, 172 F.3d 859 (3d Cir.
1998) (Table). In this context, courts typically find “[t]he scope
of [an independent contractor’s] legal obligations to the

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[principal] was defined by its express contractual
undertaking.” See Pepe v. Twp. of Plainsboro, 766 A.2d 837,
842 (N.J. Super. Ct. App. Div. 2001). Beyond conclusory
allegations that Vision Solar’s salesman acted for the benefit
of the lenders, Migliore does not allege any facts from outside
the FPA that would speak to a fiduciary relationship. And
nothing in it purports to produce one. In fact, the FPA expressly
disclaims creating any form of agency relationship. App. 134.
Of course, contractual disclaimers of agency are not
dispositive. Henningsen v. Bloomfield Motors, Inc., 161 A.2d
69, 78–79 (N.J. 1960). What matters most is the course of the
relationship. Sears Mortg. Corp. v. Rose, 634 A.2d 74, 79 (N.J.
1993). But the FPA does not advance Migliore’s case.
Migliore insists Sunlight Financial and Cross River
Bank exercised enough control over Vision Solar’s sales
representative to render him their agent despite these defects.
Yet she has not plausibly alleged they did.
She points to the lenders’ authority to mandate that sales
representatives participate in training sessions on sales,
marketing, and compliance, and to terminate any third-party
sales organizations to which Vision Solar delegated
responsibilities. However, we have held the powers to train,
evaluate, and discipline independent contractors, without
more, do not establish sufficient control for vicarious liability.
See Covington, 710 F.3d at 120.
Migliore also asks us to infer control from the facts the
lenders required sales representatives to use Sunlight’s lending
technology, set specific terms and conditions for sales, and
reviewed the products on offer, the methods of presenting
them, and the contract documents. But none of these
allegations plug the three glaring gaps in her case. They do not
suggest the sales representative could “conclude transactions”

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for the lenders. See Winback, 42 F.3d at 1438, 1439 n.19. They
do not suggest he could speak as the lenders. See id. And they
do not suggest he was a fiduciary for the lenders. See id. at
1439. As a result, they are not enough to make it plausible he
was their agent.
At oral argument, Migliore pressed us to hold Sunlight
liable for the salesman’s forgery because the firm supplied the
technology he used to perpetrate it: a lending platform that
enables homeowners to apply for loans with digital contracts
affixed with digital signatures. By providing the means, she
argued, Sunlight assumed responsibility for the salesman’s
fraudulent ends. We reject this bid to expand vicarious liability.
Because the “touchstone of an agency relationship” is “the
right to control,” what matters is not whether the principal
provided the contractor the means, but whether the principal
could control how the contractor used them. See Gov’t of V.I.
v. Richards, 618 F.2d 242, 244 (3d Cir. 1980). See also I.H. ex
rel. Litz v. Cnty. of Lehigh, 610 F.3d 797, 811–12 (3d Cir.
2010). Migliore has not shown the lenders had that power.
To shore up her position, Migliore cites two cases
finding agency relationships under roughly comparable
circumstances. Neither persuades us. In Lopez v. New Jersey
Sun Tech, LLC, a Pennsylvania homeowner sued none other
than Sunlight Financial for a similar solar panel sale through a
different sales organization. 3:24-CV-01354, 2025 WL
260326, at *1 (M.D. Pa. Jan. 21, 2025). The court held the
plaintiff plausibly alleged the sales representative was
Sunlight’s agent. Id. at *8. But it let the complainant off easy,
applying the Jurimex rule “allowing allegations of agency to

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survive a facial attack.” See id. at *8 (quoting Jurimex, 65 F.
App’x at 808). That was a mistake.
The other case, Acevedo v. Sunnova Energy
Corporation, concerned a significantly different contract under
California law. 738 F. Supp. 3d 1268 (C.D. Cal. 2024). There,
the plaintiff alleged that Sunnova, the defendant lender,
required the sales agents to register with a state labor board as
the lender’s employees. Id. at 1277. The plaintiff also alleged
the sales representatives could apply for loans on behalf of their
customers. Id. at 1274. Here, by contrast, Migliore does not
allege Vision Solar’s sales representatives are the lenders’
employees in any sense. And she does not allege the lenders
authorized the sales representatives to apply for loans for
potential borrowers. These distinctions draw the California
lender closer to the California sales representatives than
Sunlight Financial and Cross River Bank are to Vision Solar’s
salesman, showing greater control by Sunnova and greater
authority to transact by its sales representative.
Migliore thus failed plausibly to allege Vision Solar’s
sales representative was an agent of Sunlight Financial or
Cross River Bank. Consequently, she does not adequately
plead the lenders are vicariously liable for his violations of the
Consumer Fraud Act.
B. Migliore failed to plead that Sunlight Financial and
Cross River Bank are directly liable for violating the
New Jersey Consumer Fraud Act.
Agency aside, Migliore claims Sunlight Financial and
Cross River Bank are directly liable for violating two
provisions of New Jersey’s Consumer Fraud Act, §§ 56:8-2
and 56:8-2.22. Section 56:8-2 prohibits “unconscionable”
commercial practices, as well as “deception, fraud . . . or the
knowing . . . concealment, suppression, or omission of any

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material fact.” N.J. S TAT . A NN. § 56:8-2. Section 56:8-2.22
makes it unlawful “to require or request [a] consumer to sign
any document as evidence . . . of [a] sales transaction . . . unless
[one] shall at the same time provide the consumer with a full
and accurate copy of the document.” N.J. S TAT . A NN. § 56:8-
2.22.
Consumer Fraud Act claims are subject to Federal Rule
of Civil Procedure 9(b). Frederico v. Home Depot, 507 F.3d
188, 200 (3d Cir. 2007). It requires pleading fraud with
particularity. “Under that standard, the complaint must
describe the time, place, and contents of the false
representations or omissions, as well as the identity of the
person making the statement and the basis for the statement’s
falsity.” City of Warren Police and Fire Ret. Sys. v. Prudential
Fin., 70 F.4th 668, 680 (3d Cir. 2023).
The District Court correctly concluded Migliore’s
allegations lack the particularity Rule 9(b) requires. First, she
claims “Sunlight’s deceptive conduct and misrepresentations,
including with respect to its role in obligating Plaintiff to the
25-Year Loan,” were unconscionable in violation of § 56:8-2.
App. 100. These allegations do not identify the deceptive
conduct or the content of the alleged misrepresentations. See
City of Warren, 70 F.4th at 680.
Second, Migliore claims she pled a violation of § 56:8-
2 by alleging Sunlight Financial and Cross River Bank
deliberately sent the loan agreement to the wrong email
address. However, her argument implicitly relies on the agency
theory we have rejected already. Her only relevant, non-
conclusory allegations attribute the failure to send her the
contract to the sales representative’s creation of a fake email
address and his decision to send the contract to that address.
Because Migliore failed to plead the sales representative acted

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as the lenders’ agent, she cannot, without more, hold them
liable for his diversion of the contract.
Third, Migliore claims the lender defendants’ “failure
to provide [her] the 25-Year Loan” and sales agreement
violated § 56:8-2.22. App. 100. The District Court correctly
determined she failed to state a claim because she alleged
conduct this provision does not cover. In essence, § 56:8-2.22
bars requesting or demanding a consumer sign an agreement
without providing that person a copy. But Migliore alleges
Sunlight Financial and Cross River Bank never asked her to
sign the contract, much less required her to sign it to prove the
loan. To the contrary: it was sent to the wrong email address so
she would not have the chance to sign it herself.
Even assuming the defendants requested she sign the
agreement, Migliore’s claim would fail for two independent
reasons. First, she did not plead with particularity which
defendant (or defendants) made this request. Although she
alleges the agreement assigns roles to Sunlight Financial and
Cross River Bank, she does not specify which entity requested
her signature (if either). The most relevant allegation says
merely that “Defendants requested [Migliore] sign the 25-Year
Loan by causing the document to be emailed to [her] at the
incorrect email address, through which the 25-Year Loan was
signed.” App. 92. In a case with five defendants, the word
“Defendants” does not provide “the identity of the person” who
allegedly wronged her. See Frederico, 507 F.3d at 201
(holding plaintiff’s failure to identify which specific individual
employed by defendant made the false remark sank claim
under Rule 9(b)). See also Inst. Invs. Grp. v. Avaya, 564 F.3d
242, 253 (3d Cir. 2009) (holding Rule 9(b) “requires plaintiffs
to plead the who, what, when, where and how”) (quotation
omitted). So this claim fails under Rule 9(b). Second, to the

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extent Migliore identified who requested her signature and
failed to provide the document, she pointed to the sales
representative. So understood, this claim fails with her agency
claims.
C. Migliore failed to plead that Sunlight Financial and
Cross River Bank violated the Fair Credit Reporting
Act.
Migliore also claims Sunlight Financial and Cross River
Bank are directly liable for violating the federal Credit
Reporting Act. “Congress enacted [it] to ‘ensure fair and
accurate credit reporting, promote efficiency in the banking
system, and protect consumer privacy.’” Kirtz v. Trans Union
LLC, 46 F.4th 159, 162 (3d Cir. 2022) (quoting Safeco Ins. Co.
of Am. v. Burr, 551 U.S. 47, 52 (2007)). To those ends, 15
U.S.C. § 1681b(f) prohibits anyone from obtaining or using a
credit report unless “the consumer report is obtained for a
purpose for which the consumer report is authorized to be
furnished under this section.” Gelman v. State Farm Mut. Auto.
Ins. Co., 583 F.3d 187, 192 n.10 (3d Cir. 2009). Accordingly,
to state a § 1681b(f) claim, the plaintiff must plausibly allege
“(i) that there was a ‘consumer report’ within the meaning of
the statute; (ii) that the defendant used or obtained it; and (iii)
that the defendant did so without a permissible statutory
purpose.” Bickley v. Dish Network, LLC, 751 F.3d 724, 728
(6th Cir. 2014) (quotation and emphasis omitted).
No doubt Migliore plausibly alleged Sunlight Financial
and Cross River Bank obtained and used her credit report. The
question is whether they accessed her credit report for a
permissible purpose.
They did. A creditor is permitted to obtain a consumer’s
credit report “to use the information in connection with a
‘credit transaction involving the consumer.’” Bibbs v. Trans

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Union LLC, 43 F.4th 331, 341 n.15 (3d Cir. 2022) (quoting 15
U.S.C. § 1681b(a)(3)(A)). By her own statements, that is what
the lenders did: obtain Migliore’s credit report and use it “to
determine whether she met Defendants’ credit requirements”
for a 25-year loan of nearly $100,000. App. 91–92, 96–97.
Migliore protests she did not apply for credit; the sales
representative applied for credit in her name without her
consent. We take that to be true. But it is not pertinent to
whether she stated a Credit Reporting Act claim. Section
1681b(f) bars obtaining or using a credit report for an improper
purpose; it does not bar applying for credit by an improper
means or in someone else’s name. As the Eleventh Circuit
observed in rejecting an identity theft claim like Migliore’s,
“the [Credit Reporting Act] does not explicitly require a user
of consumer reports to confirm beyond doubt the identity of
potential consumers before requesting a report.” Domante v.
Dish Networks, LLC, 974 F.3d 1342, 1346 (11th Cir. 2020).
Migliore protests the lenders did not have a permissible
purpose because they were trying to defraud her. This
argument relies on the same agency theory addressed above.
So it fails for the same reasons. She cannot impute the sales
representative’s forgery to the lenders.
* * *
Due to a salesman’s deception and forgeries, Eva
Migliore owed nearly $100,000 for solar panels she did not buy
and could not use. Her claims demand sympathy for her and
raise rancor toward the perpetrators of this cringeworthy scam.
She might have had viable claims against the salesman’s
company and its CEO. But she abandoned them. Today, we
hold the claims she pressed on appeal—against Sunlight
Financial and Cross River Bank—are not viable. She has not
plausibly alleged the salesman was their agent, so she cannot

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hold them liable for his misconduct. And she has not plausibly
alleged the lenders themselves broke the law. We might wish
otherwise, but we must affirm the District Court’s dismissal of
her claims.

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